Post Closing Performance Sample Clauses

Post Closing Performance. Following the Closing, if the terms of the Escrow Agreement are not met, and that portion of the Purchase Price being held in escrow is returned to the Buyer as set forth in the Escrow Agreement, then Buyer hereby agrees to transfer the Acquired Assets back to Target. All expenses associated with the return of the Acquired Assets under such circumstances shall be paid by Target.
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Post Closing Performance. Notwithstanding anything herein to the contrary, no Default or Event of Default shall arise from the Company’s failure to deliver any item or take any action required by the foregoing Sections 4.4, 4.5, 4.7, 4.8, 4.9 and 4.10 for thirty (30) days following the date of this agreement, provided that any such performance shall be due on the first Business Day following the expiration of such thirty (30) day period.
Post Closing Performance. The Parties agree that they shall be -------------------------- obligated to perform certain work pursuant to this Agreement subsequent to Closing, to wit: the Party that undertakes to complete the jxxx and bore under Route 27, the installation of water and sewer lines from the west side of Route 27 to the Premises shall be entitled to reimbursement from the other for any and all authorized capacity that is provided for said Party. Buyer and Seller, as their interests are served, shall be responsible for the cost of the above-described work to the extent they are required by applicable governmental authorities in order for Buyer and Seller to develop the Premises plus any other premises acquired or leased by the Buyer out of land now owned by Seller. Buyer and Seller agree that they shall submit the contract to each other for the provision of such services by a licensed contractor for reasonable review and approval. A Party shall provide its request for additional capacity with the approval. In addition, Buyer shall be responsible for the design, permit and installation of the entrance boulevard as described in Section 3 above. Buyer agrees that it shall pay for the cost of design and permitting for the work described in this section.
Post Closing Performance. On or prior to the date of this Agreement, Seller or its Affiliates has furnished its Sunset Billboards’ joint venture partner with notice with respect to the Sunset Billboards ROFR in accordance with the terms of the Sunset Billboards LLC Agreement (a true and complete copy of which has been provided to Purchaser). Purchaser acknowledges and agrees that Purchaser (a) shall, by virtue of the transactions contemplated hereby, directly or indirectly, acquire the Seller’s or its Affiliates’ equity interests in Sunset Billboards (the “Sunset JV Interests”), subject to the terms and provisions of the Sunset Billboards LLC Agreement, including the Sunset Billboards ROFR, and (b) if the Sunset Billboards ROFR is exercised on or after the Closing, shall, and shall cause its Affiliates to, consummate the transfer of the Sunset JV Interests to such joint venture partner in exchange for the Sunset Billboards ROFR Amount in accordance with the terms and provisions of the Sunset Billboards LLC Agreement.
Post Closing Performance 

Related to Post Closing Performance

  • Events Excusing Performance Neither party shall be liable to the other party for failure to perform any of the services required herein in the event of strikes, lock-outs, calamities, acts of God, unavailability of supplies or other events over which that party has no control for so long as such events continue, and for a reasonable period of time thereafter.

  • Timely Performance Time is of the essence as to the performance of the obligations required of the respective parties under this Agreement.

  • Non-Performance No failure or delay in performance, whether in whole or in part, by either Gatherer or Shipper shall be deemed to be a breach hereof (other than the obligation to pay amounts when due under this Agreement) when such failure or delay is occasioned by or due to a Force Majeure Event.

  • Seller’s Performance (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.

  • Purchaser’s Performance All of the other covenants and obligations that the Purchaser is required to comply with or to perform pursuant to this Agreement at or prior to the Closing (considered collectively), and each of said covenants and obligations (considered individually), shall have been complied with and performed in all material respects.

  • Prompt Performance All actions required to be taken (including payments) by any party under this Agreement shall be performed within the time prescribed for performance in this Agreement, or if no period is prescribed, such actions shall be performed promptly.

  • Assist Performance Seller shall exercise its reasonable best efforts to cause to be fulfilled those conditions precedent to Buyer’s obligations to consummate the transactions contemplated hereby which are dependent upon the actions of Seller and to work with Buyer to make and/or obtain any necessary filings and consents. Seller shall cause Split-Off Subsidiary to comply with its obligations under this Agreement.

  • Excused Performance If either Party is rendered wholly or partially unable to perform its obligations (other than payment obligations) under this Agreement due to the occurrence of a Force Majeure Event, such Party will be excused from the affected performance obligation (other than payment obligations), provided that:

  • Performance by Seller Seller shall have performed, satisfied and complied with all covenants, agreements and conditions required by this Agreement to be performed or complied with by each of them, on or before the Closing Date.

  • Payment of Performance Shares Payment of any Performance Shares that become earned as set forth herein will be made in the form of Common Shares, in cash, or in a combination of the two, as determined in the sole discretion of the Committee. Payment will be made as soon as practicable after the receipt of audited financial statements of the Corporation relating to the last fiscal year of the Performance Period and with respect to Covered Employees, the determination by the Committee of the level of attainment of the Management Objectives. Performance Shares will be forfeited if they are not earned at the end of the Performance Period and, except as otherwise provided in this Agreement, if the Grantee ceases to be employed by the Corporation or a Subsidiary at any time prior to such shares becoming earned.

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